Franklin Resources (NYSE: BEN) notes DOJ talks to resolve Western Asset case

Rhea-AI Filing Summary

Franklin Resources, Inc. reported an update on a U.S. Department of Justice investigation related to past trade allocations involving treasury derivatives in certain accounts managed by its wholly owned subsidiary, Western Asset Management Company, LLC.

The company stated that on December 13, 2025, the DOJ informed it is prepared to resolve this investigation through a disposition that does not require filing any criminal charges against Western Asset in connection with the conduct charged in the case of United States v. Leech. The DOJ also acknowledged Western Asset’s full cooperation as ongoing resolution discussions continue.

Insights

Regulatory risk analyst

DOJ indicates it will resolve the Western Asset probe without criminal charges, easing legal risk but with terms still to be finalized.

Franklin Resources explains that the DOJ investigation stems from past trade allocations involving treasury derivatives in select Western Asset accounts. On December 13, 2025, the DOJ indicated it is prepared to resolve the matter through a disposition that does not require filing criminal charges against Western Asset in connection with the conduct charged in United States v. Leech.

This significantly reduces the risk of the most severe regulatory outcome, namely criminal prosecution of the subsidiary, while confirming that Western Asset has been providing full cooperation as noted by the DOJ. The reference to ongoing resolution discussions signals that final terms and any remaining obligations will be determined as those talks conclude.

From an investor perspective, attention will focus on the eventual resolution details once agreed, since those terms will clarify any remaining operational or financial consequences arising from this matter beyond the removal of criminal charge risk.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 13, 2025

FRANKLIN RESOURCES, INC.

(Exact name of registrant as specified in its charter)

Delaware			001-09318			13-2670991
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

One Franklin Parkway, San Mateo, CA 94403

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (650) 312-2000

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading symbol(s)			Name of each exchange on which registered
Common Stock, par value $0.10 per share			BEN			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐ 

Item 8.01 Other Events.

As previously disclosed, Franklin Resources, Inc. (the “Company”) launched an internal investigation into certain past trade allocations involving treasury derivatives in select accounts managed by Western Asset Management Company, LLC, a wholly-owned subsidiary of the Company (“Western Asset”). In connection therewith, Western Asset received notification of an investigation by the U.S. Department of Justice (the “DOJ”). On December 13, 2025, the Company was informed by the DOJ that it is prepared to resolve the investigation through a disposition that does not require the filing of any criminal charges against Western Asset in connection with the conduct charged in the case of United States v. Leech. The DOJ also informed the Company that as it continues the ongoing resolution discussions, which, as the DOJ noted require additional time to complete due to circumstances not attributable to Western Asset, it appreciates Western Asset's commitment to full cooperation with the investigation.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						FRANKLIN RESOURCES, INC.
Date:			December 15, 2025			/s/ Thomas C. Merchant
						Thomas C. Merchant
						Executive Vice President and General Counsel

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FAQ

What did Franklin Resources (BEN) disclose about the DOJ investigation?

Franklin Resources reported that the U.S. Department of Justice is prepared to resolve its investigation related to Western Asset through a disposition that does not require filing any criminal charges against Western Asset in connection with the conduct charged in United States v. Leech.

Which Franklin Resources subsidiary is involved in the DOJ investigation?

The investigation involves Western Asset Management Company, LLC, a wholly owned subsidiary of Franklin Resources that manages the accounts connected to past trade allocations in treasury derivatives.

Has the DOJ decided to file criminal charges against Western Asset?

According to Franklin Resources, the DOJ has indicated it is prepared to resolve the investigation through a disposition that does not require the filing of any criminal charges against Western Asset in this matter.

What prior actions did Franklin Resources take related to this issue?

Franklin Resources previously launched an internal investigation into certain past trade allocations involving treasury derivatives in select accounts managed by Western Asset Management Company, LLC.

What is the current status of discussions with the DOJ regarding Western Asset?

Franklin Resources stated that resolution discussions with the DOJ are ongoing and that the DOJ acknowledged Western Asset’s commitment to full cooperation as those discussions continue.

How is the case United States v. Leech related to Franklin Resources’ disclosure?

Franklin Resources noted that the DOJ’s contemplated resolution without criminal charges for Western Asset is in connection with the conduct charged in the case of United States v. Leech.